Gwenpool Kisses the Marvel Universe
by TobiasHawk1
Summary: The Unbelievable Gwenpool has landed face-first in the Marvel Universe, and she's got one thing on her mind. Become a hero. And make out with as many cute people as she can. Okay, maybe two things.
1. Chapter 1

My time with M.O.D.O.K. definitely was _not_ my favorite character arc. Being an assassin wasn't fun even if it did pay the bills and I've never been a huge fan of people telling me what to do. But I did get to meet someone pretty cool. Someone who's name rhymes with "sprain" who wasn't very impressed with my seemingly uncanny rhyming ability. A bright white flash of lightning and the rumble of thunder rocked the small apartment I'd chosen as my super secret lair. I should've known something was up- a thunderstorm out of nowhere in a Marvel comic means either one of two people are in the scene- but I was way too distracted ordering assassin equipment online to think about it until she was already on me.

"Ah! Thor! Gentle please, Ronnie will kill me if I damage another suit," I begged, hoping that the hero would do her best not to rip my brand new costume while lifting me off the ground by my throat.

"Aye. You wished to reconvene, pink assassin. So be it." Her eyes were crackling bright white with lightning, her amazing arms not even struggling to keep my weight off the ground.

"Right, right. Reconvene, mhmm. Did we have to pick up where we left off, though? You're kinda choking me," I held onto her wrist, doing the best pull-up I could. My feet were so high off the ground- I never realized just how _tall_ Thor was.

"'Twas mine own folly falling victim to your misdirection. You will not succeed again, scoundrel." Her speech bubbles had always been a super fancy font, but it was different actually _hearing_ them.

"No more misdirection! Scout's honor," I promised, placing a my right hand over my heart hoping it was convincing. She stared at me a minute longer- or glared, hard to tell through the helmet- before finally letting me go. I dropped almost a foot before I hit the ground and waved my arms around to catch my balance. I dusted myself off and fixed my costume, glad she hadn't stretched the fabric.

"If thine word be true, then I seek an answer. You've no sprain before me-"

"Oh! Ow, my ankle! Ow, it hurts so much! The pain of my sprain," I leaned my weight against the wall, reaching down to grab at my leg.

"I'm going to have to call out of work tomorrow, I- _iiiep!_" Comic characters make a lot of weird sounds when they're in pain, and I guess now I was no exception. Mjolnir had landed on my foot and was now casually resting there, as if it didn't weigh millions of tons.

"Mayhaps I'll take my leave for the evening and reclaim Mjolnir upon the morrow?" Thor walked slowly towards the door, not even looking back over her shoulder and I _knew_ everyone reading would get the perfect shot of her expression, with me whimpering over her shoulder in the top corner of the panel.

"Okay! Okay, okay, my ankle isn't sprained, I lied!" She walked back over to me, placing a hand on the wall above my shoulder. I could feel the stone cracking under her strength- basic intimidation tactic, but damn was it working.

"And why wouldst thou attempt to deceive me." She stepped on Mjolnir, pressing the hammer harder down against my foot. There was lightning in her eyes as she looked down on me, her voice powerful and commanding despite the flowery font she spoke in.

"Bwa baaah… buh." It's really hard to talk when a thunder goddess is turning your foot into dust with her magic hammer.

"Thine fear is expected but mine temper is fleeting, assassin." She scowled and I could feel Mjolnir vibrate before it jumped into her hand. She raised her arm and I flinched away, not a lot of options available to me against the Thunder Goddess of Asgard.

"I said Jane! I said Jane!" Somehow I knew the truth wouldn't exactly set me free on this occasion.

"Aye?" She swung Mjolnir and I tried to run just to be pinned back against the wall. I really hoped that wouldn't stay in continuity after she left.

"Look! Look, it's okay. If I was going to go around telling people who you were don't you think at least the rest of my team would've known!" She snarled, shoving me harder into the wall. I could feel the concrete splintering behind me and was really glad the artists thought the wall would crack before my ribs.

"Ow."

"I ought to toss you in Jotunheim and be done with you," she growled, grabbing me by the front of my costume and lifting me off the ground.

"Not again," I whimpered, desperately wiggling my feet to try and reach the ground.

"Explain."

"That's my superpower! I know who everyone is!" I grabbed at her wrists, practically begging her to let me go.

"Nay. You deceive me still," she slammed me into the wall again and took the wind out of my lungs.

"Okay! Okay just lemme breathe!" She threw me onto the bed and stood over me, tapping her open palm with Mjolnir's face. It'd be super intimidating to anyone who didn't know about who Thor was as a hero. She'd never _really_ hurt a defenseless person- I'd already be dead if she could.

"I'm from, uh… the future-" She growled, tightening her grip on the hammer.

"Okay! I'm from another universe. One where we can study everything about this universe. I know you're Jane Foster, I know Gorr was right, I know what starts Ragnarok, I know everything there is to know about you and Asgard and this whole universe top to bottom!" I was rambling and really hoping that that wasn't all on one panel.

"Hast thou come unaccompanied?"

"Yeah! Yes. It's just me. No one else knows about you. Except maybe Loki but like, come on, he's God of Mischief and you're trying to deceive all of Asgard- okay! Okay!" She sighed, tossed Mjolnir to the ground and sat on my bed, her weight bouncing me up a couple of inches and almost throwing me off.

"Thor? You alright?" I placed a hand on her shoulder, hoping that didn't piss her off any more than she already was.

"I am wrought with melancholy… Many seasons have passed since I've last traded words with someone who knows mine identity." She crossed her arms and looked away, her eyes on her hammer resting on the floor near the foot of the bed.

"What are you talking about. You're Thor. Everyone knows that."

"Aye. Yet they fight to deny me even that title."  
"Oh! Is this the part where you look to me for self-confidence! Thor, buddy, you're one of my favorite heroes! Look at the poster on my wall- it's _you_ not Odinson," I tugged on one of her helmet ears and pulled her gaze away from her hammer towards the poster.

"The hearts-"

"Ignore the poster! Look, you're one of the most powerful superheroes in the entire universe! You're one of the most revered and respected heroes in comic book history. Your entire character single-handedly keeps an entire religion from fading into obscurity. You're _The Mighty Thor, Goddess of Thunder!_ And you're Jane Foster. I don't see why you can't be both. Even if a couple bad guys think you're just a Thor wannabe, you bash their head in and make a fun issue out of it." I patted her on the shoulder and hoped she wouldn't think my little speech was too cheesy.

"Aye, assassin. Mayhaps thine word be true."

"Don't worry about it. You ever need another little pick-me-up just dial G for Gwenpool." I smiled and crawled off my be before helping Thor get to her feet. She started reaching for Mjolnir and I interrupted as quick as I could.

"I'll get that for you!" I stepped between her and the hammer- come on, it's _Mjolnir!_ Everyone who's ever picked up a Marvel comic wants to know if they'd be able to lift it.

"You believe yourself worthy of the power of Thor," she asked, the smuggest smile on her face. I knew she was teasing me- like she knew I wouldn't be able to lift it.

"Let's make a deal. I lift this thing, I get to kiss you. I can't do it, you gotta kiss me." She laughed and waved towards the hammer, giving me the okay. I pulled my mask off, ready for the chance to make ten year old Gwen very happy.

"Alright Gwen. Moment of truth." I reached down and wrapped my hand around the hammer. It was cold to the touch but energy flowed out of it like it was just waiting for the chance to send down the strongest lightning bolt it could. I could feel my hair standing up!

I wiggled my toes, straightened my back and _pulled!_

And was yanked back down. Again. And again. Mjolnir hadn't even budged.

_Not worthy after all._

"An attempt as admirable as any" Thor laughed, the hammer flying to her fingers like it belonged there.

"I guess," I pouted, arms crossed over my chest.

"It appears I've won the wager." She took a step towards me and I'd definitely forgotten what deal she was talking about.

"Wait what- yikes!" Thor grabbed me by the front of my costume for the third time that night and lifted me into the air.

The kiss felt a thousand times more powerful than Mjolnir. My heart was racing, my pulse thumping in my ears so loud I was positive it'd warrant sound effects. I kissed back as best as I could before she set me down, gently this time.

"I've a feeling our paths shall cross again, pink assassin."

"Uhh, verily?"

She nodded and stepped towards the window. A flash of lightning and she was gone.

I grabbed my phone and turned on my camera. Thor's black lipstick was smudged on her lips, just in case she needed any more proof that the last couple of panels had actually happened.

"I just made so many people in my universe jealous…"


	2. Chapter 2

"And you want me to believe that my entire universe is just a comic book?" Kate crossed her arms over her chest and rolled her eyes. I think I was finally losing her. Why does everyone always think that _that_ is the craziest thing they've ever heard in a universe with talking raccoons and whatever the hell M.O.D.O.K. is?

"It's a lot less crazy than it sounds! Just think about it, have you ever really looked at all of the faces in the crowd and notice that most of the ones towards the back or edges are just blobs? You're an archer! Of all people should be able to pick out details like that better than anyone." I had a point! Extras barely even have faces sometimes. Too much work for the artists to do in widescreen panels of crowd shots.

Kate thought for a minute before pulling us both back into the shadows. Two HYDRA guards walked passed, not even bothering to look up. I waited until they were far enough away before continuing.

"What kind bad guy doesn't look _up_ in New York City? This is why Spider-Man has such an easy time in the game. No one looks up until you leave a body on the ground-"

"Please stop talking," she whispered, knocking an arrow and training it at the two guards. The arrow flew so fast I couldn't even see it. I was pretty sure there wasn't even a panel drawn to show the arrow in flight. Just one panel with Kate readying her shot and the next panel with two very electrocuted HYDRA guards on the ground.

"Come on. There shouldn't be that many more guards in this complex. We get in, grab what we came for and go." I watched her climb up the fire escape before looking down and grabbing the bottom border of the panel. Making just a small tear, I was able to see into The Gutter and find the page number.

5

"Yeah, I don't think this issue is ending any time soon," I whispered, scrambling to follow her up the ladder.

"You could make this easier by using your powers, you know? Make them disappear or teleport somewhere? Anything useful?" She loosed an arrow down an alley the ricocheted off a wall and into a booth that held about five guards. I could see the sound effects of a hiss as the room filled with gas and knocked them out before they could raise the alarm.

"Oh, sorry! I thought this was a 'no powers' kind of thing?" She rolled her eyes at me again- I was starting to think that that wasn't a good sign.

"You haven't shot any body either." Definitely getting a little annoyed with me. If that happened then we'd definitely get captured and probably body-switched until we learned to appreciate each other or something. I wasn't ready for _that_ trope just yet.

"I didn't bring a silencer! I thought we needed to be quiet?" In my defense I'd never really learned about guns in my universe. I'd bought- okay, _borrowed _from one of Punisher's secret stashes- three different silencers before I accidentally ended up a couple of panels before he decided he needed some new toys. Maybe next time I'll ask him for help?

"You brought swords," she hissed.

"Oh… Forgot about those." To be fair, carrying something on your back is a real easy way to forget you have it.

"Okay, okay. I'll get the next ones." I smiled as wide as I could, hoping she didn't think I was just along for the ride. Okay, I kind of was, but I didn't want her to _think_ that.

"Hey! These guys are knocked out!"

"There's an arrow. That Hawkeye guy is here! Make sure to check the rooftops. Quick, before he finds the package." The voices spread out and sounded the alarm, putting the guards that were left on edge.

"Damn! We gotta hurry," Kate hissed, pulling me towards the edge of the roof and jumping across to the next building.

"I kinda did warn you about leaving the bodies behind," I reminded her, just barely making the jump myself. We ran across a few more buildings before we reached our target.

"In here!" An explosive arrow a few feet ahead of us punched a hole in the roof and I followed her in. Two guards were crushed below the rubble and the one last guy already had an arrow in him before I hit the ground.

"_She's so cool."_ The thought bubble exploded with a loud pop as it caught a bullet from a HYDRA guard at the end of the hall.

"Get them!" An alarm went off and about a dozen more guards poured into the panel.

"Crap." Kate was fast, but not faster than a few dozen bullets. Good thing is she wouldn't have to be.

"All aboard The Gutter express!" I grabbed her wrist and pulled her off the panel with me just the bullets started raining down.

"Where… where are we," Kate asked, looking around confusedly.  
"Oh, you probably shouldn't pay too much attention. It might melt your brain or something." It probably wasn't true, but I didn't want her to see a scene of something she wasn't supposed to know.

"What now?"

"Well, good news bad news. Whaddya wanna hear first?"

"Bad news."

"There are a whole lot of guards protecting what we came for."

"And the-"

"Come check it out." The panel was full of HYDRA guards, most of them looking around searching for us. But right in the middle there was a pink energy field, just barely containing our target. Clearly they hadn't been expecting her to be so strong. Unfortunately if it wasn't a Captain America or Avengers comic, HYDRA weren't exactly the smartest guys around.

"America," Kate hissed. I could see her fist clenching around her bow. She was _really_ upset that HYDRA had captured her friend.

"She's about to save herself. But I don't think she'd really mind the help."

"Can you handle the guys operating the control panel while I clear the room?" She looked at me like she really wasn't sure I'd be able to handle it. I winked, hoping she'd give me a chance to prove myself. I _am_ a superhero after all!

"Now how do we get in there?"

"Make sure to hold your breath." I grabbed her by the shoulder and ran towards the panel, dragging her through just as easily as jumping out a window.

Arrows and bullets rained down on the guards, Kate softening her fall with a foam arrow that'd trapped three guards as it exploded. I downed one myself before landing on the backs of two other guards.

A super cool combat roll and karate kick to the crotch took out another guard as I made my way towards the control panel. An arrow whizzed passed my head and knocked out a guard I hadn't seen that was getting ready to raise his gun at me.

"Thanks, Hawkeye!"

A quick swipe of my sword cleared the last two guards that were protecting the control panel. I took my mask off and took a moment to think, trying to decide if I was going to try to impress Kate and hack this thing, or take the smart option.

"Smart option it is." I took my sword and stabbed straight into the control panel and-

Nothing.

"Hmm."

I fired a few bullets into it. It sizzled and cracked, but the energy field was still holding America down.

"I know just the thing!" I dug into my shark backpack and pulled out the RPG I'd bought for my Teuthidan arc. One blast and the whole field sputtered out like a candle.

"Sweet!"

America shot out of the holding area fast as hell, punching clean through two HYDRA guards before landing on top of me and pinning me to the ground, fist ready to cave my face in.  
"Uncle, uncle! I'm not HYDRA, I saved you!" I raised my hands above my face, knowing full well she'd break my arms if she really wanted to hurt me. She narrowed her eyes at me, fist still raised and ready to turn my chest into pulp like she didn't believe me.

"Then why the uniform?"

"This? It's pink! I look _nothing _like a HYDRA guard. Look, can you just grab Kate and get us out of here?" There were a lot of bullets and laser beams flying around the room, and a few were getting _very_ close to hitting us.

"Kate's here?" She finally put her fist down. Anybody who's ever read a comic knows that America has the cutest soft spot for Kate. Definitely should've led with that.

"Of course Kate's here! Now come on, she's probably-"

"Nobody move. Stay right where you are." Lady Bullseye. With a pistol aimed right at Kate's throat. She was leading her forward with a hand at the back of her head, pushing her roughly towards us. There was blood pouring from Kate's nose and a bullet hole in her arm. There's always some low level bad guy as the boss of these dungeons. Should've expected that.

"Lady Bullseye? See, this is one of the few times I agree with the dumb guys that complain about just changing one aspect of an established character. This just seems kinda lazy-"

"Silence. Hands up _now_ or I'll stain your costume with your friends' blood." If she was a Bullseye I was pretty sure she wouldn't miss at that range. I put my hands up, gun pointing straight up towards the ceiling. I had a plan. Well, half of a plan.

"Kate, I'll-"

"You'll do nothing. One twitch out of you and I'll shoot. I see you destroyed your containment field. That's fine, we'd just completed construction on the replacement. I-"

"Hey! Hi. Lady Bullseye? Should I just call you Lady? Um, I see that there's no containment field or anything for me. You planning on throwing me in a regular cell or something?" I just needed a clean page. If we were on a page with a lot of panels in a row, this wouldn't work. I needed a wide shot right over another wide shot. Best way to do that, lots of dialogue."

"You are of no use to us. As soon as we contain your friend, you and the Hawkeye will be- _aaaiiiiieee!_" I took a deep breath, concentrated, and fired my gun. It shot up right through the panel, tearing through the Gutter, and shooting Lady Bullseye's pistol out of her hand. The small hole in the floor sealed itself up and I guess I just kinda created a time loop? Freaky.

Kate took the chance and elbowed Lady Bullseye right in the jaw, knocking her out cold. She finished it off, spitting a gross glob of blood and snot at her before wiping her face.

"Nice hit Kate," America was at her side in seconds and playfully punched her in the shoulder.

"Thank Gwen. How'd you make that shot? I didn't see a ricochet, it looked like it just came out of the ground-"

"Hey, can't we all just be glad we saved America?"

"I know I'm glad. Thank you…"  
"Gwenpool. But you can just call me Gwen."

"Thanks Gwen." America rested a hand on my shoulder and I could already feel my cheeks getting hot.

"I, uh, um. N-No p-problem. Gay to help- _happy!_ Happy to help." Smooth.

"I might have to thank you for saving my life properly later. This is all I've got for now." She placed a hand along my jaw, lifting my face to look up into her eyes. Ms America leaned down and kissed me. I could feel my heart pounding against my chest, stars spinning around my head. I wasn't sure that they weren't hers.

"Don't mind me! I'll just call a cab. See you guys back home, you're welcome for saving your life!" America laughed and grabbed my wrist and winked at me. A star portal opened up behind Kate and she walked in to it while America and I followed close behind.

I just made out with America...


	3. Chapter 3

"Gwen? Are you sure this is how you'd like to be trained," Nadia asked concernedly, looking at me like someone who'd just stepped on their puppy's paw looks at their pet. I tried my hardest to wiggle my hand out of her grip- she'd caught my punch and twisted my wrist as softly as she could, but it was more than enough to hurt. I was on my knees biting my lip to keep from crying out in pain. The Red Room trained some of the world's greatest assassins and even someone who hadn't finished their training like Nadia was an impossibly skilled combatant.

"I g-gotta learn s-somehow, right," I reminded her, shifting my weight against her pull hoping to break her grip. I ended up flat on my back and her foot on my shoulder in an instant, showing me just how easily she could dislocate my shoulder... or maybe break my arm. It was hard to tell which when my entire arm felt like it was made of glass.

"Gwen, G.I.R.L. was founded for furthering science! I don't think this is the best use of our time here." See, Nadia hadn't exactly agreed to help train me in combat. I might've… bribed her into it. I told her that I knew almost everything about this universe and while she didn't believe me at first, after a few pieces of information that no one else could have possibly known, she'd practically begged me to come back and tell her more. So that was our deal- I tell her things about the universe (nothing too important! I didn't wanna start a superhero civil war like my evil future self did), and she'd help train me. But I also knew that as a Red Room trainee, Nadia was more equipped than the average person to get the information she wanted out of people. If I wanted her to train me, I'd have to keep as much as I could from her until it was absolutely necessary.

"B-Battlerealm's universe is _full_ of Iso-8 Neutronium!" Okay, maybe I wasn't exactly the best at withholding information; sue me. Nadia let me go, her mind racing miles ahead of us both as she tried to piece together what I'd just told her. I could see the gears turning behind her eyes, thinking of all the possibilities that could be explored with that much pure energy in one place. No better time to attack!

"Hiiiiiya!" I kipped up from the ground and punched straight up, my best attempt at a world famous Shoryuken. Nadia moved away, just a step back so my punch hit nothing but air. I followed up with a high kick, hoping to hit her shoulder. Before I'd even had time to react, Nadia had moved forward, getting in close and letting my kick pass behind her. With a quick palm to my gut, she knocked me back down on my butt. The fall knocked the wind out of me and I needed a second to gather my breath.

"Gwen, I'll be very upset with you if you're not being truthful with me," Nadia said, arms crossed over her chest with a small pout on her lips. I never really understood what Blue Marvel had been talking about, but I did get that Neutronium was important and hard to come by. I didn't blame Nadia for not believing me when I told her that an entire universe was full of the stuff.

"Hey, come on. I'm a superhero too! I wouldn't lie to a fellow hero," I reminded her.

"Sorry… Your reputation isn't terribly stellar," she admitted, reaching down and offering me a hand.

"Reputation? No way, I've totally been super helpful on all of my superheroing. Did I tell you about the time I totally helped Hawkeye take down the Ghost Rider?" I took her hand and bounced up to my feet, throwing a jab at her chin that she blocked without looking. Kick, punch, jab, elbow! Nadia only ever paid attention to the fight long enough to make sure she wasn't hurting me with her counterattacks.

"The story I'd heard was slightly different." She grabbed my arm and forced it behind my back, shoving her knee into the back of my leg and forcing me to kneel down in front of her. I tried to wiggle, shake, reach behind myself to push her away. Nadia kept me in place without even breaking a sweat.

"I don't like calling people liars but if you are embellishing your story to look cool-"

"There's a ton of Antarctic vibranium in the Savage Lands. A whole mountain of the stuff! Ka-Zar could help you find it if you wanted." Nadia was on her phone in an instant, making a note of what I just said. With my arm free I rolled forward before spinning around, ready to attack while she was distracted. She kicked me in my chest, pushing me back down on my butt, but I used the momentum and rolled backwards, landing back on my feet.

"This is almost too good to be true. Is it too good to be true," Nadia asked suspiciously, hands on her hips as she glared accusingly at me.

"If I started lying now you'd stop training me," I explained, dusting myself off as I stood up.

"You are correct," she hummed, eyes turning back to her notes. Time to strike!

I feinted left and she moved her right hand up to try to block me. I knew there was no way I could try to hit her that she wouldn't be able to stop, so instead I decided to surprise her and snatched the phone out of her hand. Brown eyes widening in confusion, she followed my hand trying to get her phone back. While she was distracted, I ducked down and swept her legs out from under her, knocking her onto her back. But she was still a Red Room trainee, and there was no way she'd fall without taking me down with her. Her instep pushed against the back of my knee and buckled my leg, sending me landing on top of her.

Nadia van Dyne might be tiny but she's no pushover! She wrestled for the phone back, twisting my arm in ways I was sure wouldn't be possible in the real world, while I did my best to keep the phone away from her and use my weight to keep her pinned to the ground. We fought for what must've been a full page spread, wrestling with each other for the phone that she obviously didn't need before she finally got the upper hand, flipping me onto my back, her brown hair falling around my face and blocking out the world around me. I could count every single one of her freckles and smell her eighth cup of coffee on her breath as she panted on top of me.

"You have… beautiful eyes," I could see the blush on Nadia's cheeks as she spoke. I could see the way the light caught her eyes and made them sparkle. This was definitely a glamor shot that a ton of artists spent a lot of time on, and I wasn't exactly complaining.

"Oh… is this the part where we kiss?"

"I wouldn't mind that."

Nadia van Dyne had soft cheeks and softer lips. Everything about her was sweet, from the honey scented shampoo she'd used this morning to the soft noises she'd made when I nipped at her lower lip. One of her hands pinned both of my wrists above my head while her other hand caressed my cheek, keeping me locked in place as she took control of the kiss. She was tiny, but she definitely wasn't a pushover. Kissing was an art that was perfected in the Red Room and my head was spinning as she deepened the kiss.

"Nadia, who was that girl at the- oh! Uh… sorry." Janet van Dyne had _not_ expected to walk in on something like this.

"Hey, Janet! I love your outfit," I shouted, sitting up and waving to the original Wasp as Nadia rolled off of me and covered her face in her hands.


End file.
